Wei Ying
Microvast HoldingsAbout Wei Ying
Wei Ying is an independent Class I director of Microvast (MVST), first elected in 2021 and re‑elected in 2022; he is nominated for re‑election at the 2025 Annual Meeting to serve through 2028 . He is a managing partner and director at CDH Shanghai Dinghui Bai Fu Investment Management Co., Ltd., part of CDH Investment, and holds an MBA from the University of San Francisco and a bachelor’s in Economics from Zhejiang Gongshang University . He is a Hong Kong citizen and resides in Hong Kong .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CDH Shanghai Dinghui Bai Fu Investment Management Co., Ltd. (CDH Investment) | Managing Partner & Director | Dec 2014–present | Senior leadership at a key investment manager under CDH; finance/investment oversight |
| Microvast (MVST) | Independent Director (Class I) | 2021–present; re-elected 2022; nominated 2025–2028 | Audit and Compensation Committee member; independent status confirmed |
External Roles
| Company | Ticker/Listing | Role | Since |
|---|---|---|---|
| CHTC Fong’s Industries Co. Ltd. | HKG:0641 | Director | Sept 2011 |
| Fountain Set (Holdings) Ltd. | HKG:0420 | Director | Jan 2015 |
| Zhongsheng Group Holdings Ltd. | OTCMKTS:ZSHGY | Director | Dec 2016 |
| Beijing East Environment, Energy Technology Co., Ltd. | NEEQ:831083 | Director | Dec 2016 |
| Various private companies | — | Director | Not disclosed |
Board Governance
- Independence: The Board determined Wei Ying is independent under Nasdaq Rule 5605(a)(2) .
- Committees: Member, Audit Committee (Arthur Wong, Chair); member, Compensation Committee (Yixin Pan, Chair) .
- Attendance: In fiscal 2024, the Board met 25 times; each member attended at least 75% of applicable Board and committee meetings .
- Committee activity: Audit Committee held eight meetings; Compensation Committee held four meetings in fiscal 2024 .
- Executive sessions: Independent directors meet in executive session at Board meetings and as needed, chaired by the Nominating & Corporate Governance Committee chair .
| Committee | Role | Members | Chair | Meetings (FY2024) |
|---|---|---|---|---|
| Audit | Member | Arthur Wong; Wei Ying; Yixin Pan | Arthur Wong | 8 |
| Compensation | Member | Arthur Wong; Wei Ying; Yixin Pan | Yixin Pan | 4 |
Fixed Compensation
| Component | Amount/Structure | Notes |
|---|---|---|
| Board member retainer (cash) | $80,000 | 2024 Director Compensation Policy; may elect RSUs in lieu of cash |
| Committee chair retainers | Audit Chair $20,000; Comp Chair $15,000; N&GC Chair $10,000 | Policy amounts; not applicable to Ying (not a chair) |
| Lead Independent Director retainer | $25,000 | Policy amount |
| Director (2024) | Cash Fees ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Wei Ying | — | 79,999 | 79,999 |
- Structure: Non‑employee directors received annual RSUs; directors could elect to receive all or part of their cash retainer and/or chair retainer as RSUs (“Elective RSUs”) .
- Elective RSU detail: For 2024, the stock awards figure includes the value of Elective RSUs; Wei Ying’s Elective RSUs value was $57,142 (FASB Topic 718) .
Performance Compensation
| Equity Award Type | Grant Timing/Value | Vesting | Performance Metrics |
|---|---|---|---|
| Annual RSUs | $95,000 grant date fair value (policy) | Vested Dec 31, 2024 (for 2024 grants) | None disclosed for directors |
| Elective RSUs (in lieu of cash) | Value equals foregone retainer at election date | Vest quarterly on the last day of each fiscal quarter | None disclosed for directors |
The proxy does not disclose any performance conditions tied to director equity (no TSR/EBITDA/ESG metrics for director compensation) .
Other Directorships & Interlocks
- Significant shareholder: CDH Griffin Holdings Company Limited beneficially owned 12.4% of MVST as of the record date . Wei Ying is a managing partner/director at a CDH Investment entity, indicating a potential governance interlock with a large shareholder (no specific designation of Ying as CDH Griffin representative is disclosed) .
- Related‑party environment: CEO Yang Wu provided a convertible loan facility ($25 million total across initial and delayed draw; right to convert at two shares per $1.00), extended to May 28, 2026; Audit Committee oversees related‑party transactions . No related‑party transactions involving Wei Ying are disclosed.
Expertise & Qualifications
- Education: MBA, University of San Francisco School of Management; BA Economics, Zhejiang Gongshang University .
- Expertise: Leadership and investment management experience; service on multiple Asia‑listed industrial/consumer/environmental boards .
- Audit oversight: Audit Committee member; committee responsible for financial reporting oversight and related‑party approvals .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding |
|---|---|---|
| Wei Ying | 240,558 | <1% |
- Policy safeguards: Anti‑hedging and anti‑pledging policy prohibits hedging and pledging company securities; requires pre‑approval for any transactions by directors .
- Section 16 compliance: The proxy lists late filings for certain officers/directors but does not report late filings for Wei Ying in the preceding year .
Governance Assessment
- Board effectiveness: Ying serves on both Audit and Compensation Committees, indicating active involvement in financial reporting, risk oversight, and pay governance; committees met 8 and 4 times respectively in 2024, and the Board had 25 meetings with ≥75% attendance by all directors .
- Independence and engagement: Board has a majority of independent directors; Ying is confirmed independent under Nasdaq rules and participates in executive sessions of independent directors .
- Compensation alignment: Ying took all 2024 director compensation in equity ($79,999 stock awards; no cash fees), including Elective RSUs valued at $57,142, which increases alignment with shareholders .
- Conflicts and related‑party exposure: Ying’s CDH affiliation alongside CDH Griffin’s 12.4% stake signals potential influence from a significant shareholder. Mitigating factor: Audit Committee (which includes Ying) reviews/approves related‑party transactions; however, independent oversight quality should be monitored given the CEO’s convertible loan arrangement .
- Policies: Anti‑hedging/pledging and code of ethics in place; Compensation Committee uses an independent consultant (FW Cook) and has no interlocks or insider participation, supporting governance rigor .
RED FLAGS to monitor
- Significant shareholder interlock: CDH Griffin’s 12.4% ownership alongside Ying’s CDH role—monitor for any votes/decisions involving CDH interests .
- Related‑party financing: CEO’s sizable convertible loan with equity conversion right—ensure robust Audit Committee oversight and disclosure updates .